Mastermind Charlie Mascarenhas (Abhishek Bachchan) and his wife Riya (Bipasha Basu) are one of the greatest thieves duo in India. A friend of Charlie, Raj (Aftab Shivdasani) is killed by the Russian mafia. At Raj's funeral his wife hands over a CD to Charlie, which contains details of how Russian gold will be transferred to Romania. Charlie decides to rob the train with the help of imprisoned don Victor Braganza (Vinod Khanna). They hire a team of people to join them in the robbery. The group includes Spider (Neil Nitin Mukesh) who is a best hacker in the whole world, an explosives expert Bilal Bashir (Sikander Kher), a master-disguiser Sunny (Omi Vaidya), and an illusionist Ronnie (Bobby Deol).